01—Abstract
Summary
Summary of the 8-K filed March 2, 2026. Cited figures are marked; the original filing is the authoritative source.
Brown & Brown, Inc. furnished a 2026 Company Overview presentation as Exhibit 99.1 to a Form 8-K filed March 2, 2026, under Regulation FD (Item 7.01).
The filing contains no new financial statements or earnings results. Its investor-relevant content is the 2025 performance review and a description of the business. The deck reports about $5.9 billiona in 2025 revenue split roughly 59% Retail and 41% Specialty Distribution, about 23,000 teammates, and operations in 16 countries.
Organic revenue growth was 2.8% in both segments for 2025, while 2025 segment revenue growth of 24.8% (Retail) and 19.5% (Specialty) was driven largely by acquisitions. Adjusted EBITDAC margins were 30.0% for Retail and 43.1% for Specialty. Cash flow from operations was $1.5 billionb in 2025, up 24% year over year, and the company ended 2025 with $1.1 billion of cash and $700 million of revolver availability.
The main risk flagged by the deck is leverage from the Accession (RSC Topco, Inc.) acquisition. The forward-looking statements explicitly cite the Transaction's financing, which increased the company's indebtedness, along with integration risk, captive insurance underwriting exposure, and the potential for anticipated cost savings not to materialize. The deck targets net debt to EBITDAC of 0 to 2.5xc and total debt to EBITDAC of 0 to 3.0x, with a financial covenant capping net debt to EBITDAC at 3.5x.
It does not disclose the Accession purchase price or post-transaction leverage, so investors should check the company's periodic filings for those figures. Shareholder-facing metrics include a 10-year total shareholder return of 443%d for BRO, compared with 365% for peers (Arthur J. Gallagher, Aon, Marsh McLennan, and WTW) and 298% for the S&P 500 (as of 12/31/2025).
Over 1 year, BRO returned -21%, versus -4% for peers and +18% for the S&P 500. The company has 32 consecutive years of dividend increases.
Over the last 10 years it deployed $16.8 billion of cash, of which $14.6 billion went to acquisitions, against $8.1 billion of cash generated from operations. Acquisition-driven growth and the continued capital intensity of that strategy remain central to the investment case.
02—Key points
Key Highlights
- 2025 revenue of approximately $5.9 billion, with a mix of about 59% Retail and 41% Specialty Distribution; Retail revenue of about $3.4 billion and Specialty about $2.4 billion.
- Organic revenue growth of 2.8% in both segments for 2025, with 2025 total revenue growth (24.8% Retail, 19.5% Specialty) driven largely by acquisitions, including Accession.
- Adjusted EBITDAC margins of 30.0% for Retail and 43.1% for Specialty Distribution in 2025, with Specialty's margin well above its 5-year average of 39.3%.
- Cash flow from operations of $1.5 billion in 2025 (up 24% year over year), with $1.1 billion cash on hand and up to $800 million revolving credit facility ($700 million available) at 12/31/2025.
- Accession (RSC Topco) acquisition financing increased indebtedness; the deck targets net debt to EBITDAC of 0–2.5x and carries a 3.5x covenant maximum, but does not disclose post-deal leverage or purchase price.
- Total shareholder return of 443% over 10 years versus 365% for peers and 298% for the S&P 500, but -21% over one year versus -4% for peers, as of 12/31/2025.
- 2025 diluted EPS was reduced by $0.17 from the combined effect of escrow mark-to-market treatment (a $54 million favorable impact) and inclusion of 4.4 million escrowed shares in diluted share count under ASC 260.
03—Questions
Frequently Asked Questions
Does this 8-K include new financial results or guidance?
No. The filing furnishes a company overview presentation under Regulation FD and does not include new quarterly results, full financial statements, or forward guidance. The data cited is primarily full-year 2025 information, and the presentation is not deemed 'filed' for Section 18 liability purposes.
How much debt did the Accession acquisition add, and how levered is the company now?
The deck does not quantify the new debt or the purchase price. It states that the Accession financing increased indebtedness and presents a leverage target of 0–2.5x net debt to EBITDAC and a 3.5x covenant maximum. Investors should consult the company's 10-K, 10-Q, and debt footnotes for the actual debt outstanding and leverage ratios after the transaction.
Is Brown & Brown's growth mainly organic or acquired?
In 2025, organic growth was 2.8% in both segments, while reported revenue growth was much higher (24.8% Retail, 19.5% Specialty). That gap indicates acquisitions contributed most of the reported growth. Over the 10-year period, the company deployed $14.6 billion on acquisitions, so acquisition-driven growth is a core part of the strategy.
How does the company generate and return cash to shareholders?
Over the past 10 years, the company generated $8.1 billion of cash from operations and deployed $16.8 billion: $14.6 billion on acquisitions, $1.1 billion on dividends, $0.6 billion on share repurchases, and $0.5 billion on capex. The company has increased its dividend for 32 consecutive years and reports 2025 free cash flow conversion of 23% (5-year average 23%-24%, per the deck's proven track record slide).
What are the key risks highlighted in the presentation?
The forward-looking statements flag risks including Accession integration and the realization of expected cost savings, the leverage increase from financing the deal, underwriting exposure in captive insurance facilities, dependence on insurer capacity and carrier relationships, cybersecurity, talent retention, and regulatory changes affecting compensation and compliance costs. Commission revenue can also fluctuate with policy renewal timing and profit-sharing contingent commissions, which depend on factors such as natural disasters.
04—Continue